Committees

The Company has five (5) established committees, which are: (i) Finance, Audit and Risk Committee; (ii) Innovation and Digital Transformation Committee; (iii) People, Compensation and Organizational Culture Committee; (iv) Integrity and Ethical Conduct Committee; and (v) Business Continuity and Crisis Management Committee.

All committees serve as advisory bodies linked to the Board of Directors. However, as a statutory body, in accordance with Article 22 of the Bylaws, only the Finance, Audit and Risk Committee holds this designation.

Finance, Audit and Risk Committee

The responsibilities assigned to the Finance, Audit and Risk Committee include: (i) providing opinions on the hiring and dismissal of independent audit services; (ii) reviewing quarterly reports, interim statements, and financial statements; (iii) overseeing the activities of the internal audit and the Company’s internal controls department; (iv) assessing and monitoring the Company’s risk exposures; (v) evaluating, monitoring, and recommending to management the correction or improvement of the Company’s internal policies, including the related-party transactions policy; (vi) maintaining mechanisms for receiving and handling information regarding violations of legal and regulatory provisions applicable to the Company, as well as internal regulations and codes, including procedures to protect whistleblowers and ensure confidentiality; and (vii) other duties established in the Internal Regulations of the Finance, Audit and Risk Committee.

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Mr. Giuliano Finimundi Verdi has completed the following courses: (i) Intensive English Institute (IEA), Florida Atlantic University (FAU), USA; (ii) Private Pilot License (PPL) Aviation Course, American Flying in Pompano Beach, Florida-USA; (iii) Equity Markets and Portfolio Theory, and Corporate Finance and Valuation, Baruch College, Manhattan NY-USA; (iv) Venture Capital and Private Equity, and Fundamentals of Portfolio Management, New York University College, Manhattan NY-USA; (v) Portfolio Management Suite, New York Institute of Finance, Manhattan NY-USA. Over the past three years, he served as a board member on the Advisory Board of GV Holding S.A. (former name of the Company) and currently holds the position of Chairman of the Advisory Board of Rodobens Participações S.A., the Company’s majority shareholder.

Mr. Marcio Anisio Haddad holds a Law degree from UNIRP (Faculdades Integradas Riopretense). Over the past five years, he has held the positions of Secretary of the Board of Directors and Director of GV Holding S.A. (former name of the Company), Director of Rodobens Corporativa S.A. and Verdade Empreendimentos Imobiliários Ltda, Manager of Verdade Locação de Imóveis Ltda, Verddad Administração de Bens Ltda, Verdi Haddad Participações Ltda, Street Empreendimentos Imobiliários (SPE Ltda), and Rodobens Locação de Imóveis Ltda.

Mr. Milton Jorge de Miranda Hage holds a degree in Business Administration from Faculdade de Administração de Empresas Riopretense, a Law degree from Faculdade de Direito Riopretense (FADIR), and a Technical Accounting certification from Escola Técnica do Comércio D. Pedro II in São José do Rio Preto. Over the past five years, he has served as Vice Chairman of the Board of Directors and Executive Vice President of GV Holding S.A. (former name of the Company), as well as Vice Chairman of the Board of Directors at Rodobens Administradora e Corretora de Seguros Ltda, Banco Rodobens S.A., Rodobens Veículos Comerciais Cirasa S.A., Rodobens Veículos Comerciais Cuiabá S.A., and RNI Negócios Imobiliários S.A.—companies that are part of the Rodobens Group Conglomerate, controlled by a shareholder of the Company.

Mr. Sergio Murilo Bahdur Vieira holds degrees in Engineering from FEI and in Business Administration from Fundação Getúlio Vargas, as well as a Certificate in Business Management from INSEAD (Advanced Management Program). Mr. Sergio is a senior executive in the financial market with over 25 years of experience in credit risk management, having led risk management units at Credicard and Citigroup in Brazil and Colombia, and served as Director of Portfolio Management and Scoring in Mexico.

Innovation and Digital Transformation Committee

The responsibilities assigned to the Innovation and Digital Transformation Committee are: (i) to study topics within its scope and prepare proposals for the Company’s Board of Directors, other management bodies of the Company, and the management bodies of its subsidiaries, providing the necessary materials for review by the Board of Directors and other governing bodies; (ii) to promote and monitor innovation initiatives within the management of the Company and its subsidiaries; (iii) to raise awareness within the Company and its subsidiaries regarding the impact of digital transformation on their businesses; (iv) to encourage the development of a plan that includes digital platforms, channels, and offerings for the Group’s clients; and (v) to prepare an annual performance report on its activities and present it to the Board of Directors, in accordance with the Committee’s Internal Regulations.

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Mr. Roberto Oliveira de Lima holds a degree in Business Administration from Fundação Getúlio Vargas (FGV), completed an Exchange Program at Institut Supérieur des Affaires in Jouy, France, and studied Value Creation at the International Company University of Texas in Austin, Texas, USA. Over the past three years, he has served as a board member on the Advisory Board of GV Holding S.A. (former name of the Company).

Mr. Philipp Michael Schiemer holds a degree in Business Administration from Daimler Corporate University and has specialized in Marketing and Finance at the Corporate University of Mercedes-Benz AG in Stuttgart, Germany. Mr. Schiemer worked at Mercedes-Benz for over 40 years, having held various executive positions throughout his career, including CEO of Mercedes-AMG, President of Mercedes-Benz Brazil and Latin America, and Vice President of Product Marketing at Mercedes-Benz in Stuttgart, Germany. Mr. Schiemer is certified as a senior advisor by the Brazilian Institute of Corporate Governance and currently serves as an independent member of the Board of Directors at Rodobens S.A.

People, Compensation and Organizational Culture Committee

The responsibilities assigned to the People, Compensation and Organizational Culture Committee are: (i) to study topics within its scope and prepare proposals for the Company’s Board of Directors, other management bodies of the Company, and the management bodies of its subsidiaries, providing the necessary materials for review by the Board of Directors and other governing bodies; (ii) to promote and monitor policies and programs related to people; (iii) to raise awareness within the Company and its subsidiaries regarding diversity and other relevant topics; (iv) to encourage the development of policies and plans for career development, succession, training, among others; and (v) to prepare an annual performance report on its activities and present it to the Board of Directors, in accordance with the Committee’s Internal Regulations.

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Mr. Luiz Fernando Sanzogo Giorgi (“Luiz”) holds a degree in Business Administration and has over 30 years of experience in management & leadership. Mr. Luiz has served as a board member of companies such as PortoCrred S.A., Grupo Vonpar S.A., Santher S.A., Vix Logística S.A., as well as a member of the human resources committee of companies including Itautec S.A., Lojas Marisa S.A., and Grupo Libra S.A. He has also held various positions at Grupo Suzano and HayGroup. In 2005, he founded LFG – Liderança e Gestão, and currently serves as a board member of Teadit Group S.A., Arezzo&Co S.A., and ECB Group, as well as a committee member of companies such as Banco Santander S.A., Sul América Seguros, Martins Atacadista S.A., and Klabin S.A.

Integrity and Ethical Conduct Committee

The responsibilities assigned to the Integrity and Ethical Conduct Committee are: (i) to study topics within its scope and prepare proposals for the Company’s Board of Directors, other management bodies of the Company, and the management bodies of its subsidiaries, providing the necessary materials for review; (ii) to ensure the dissemination, observance, and enforcement of the principles of integrity and ethical conduct as defined by applicable legislation, as well as by the Company’s internal policies and its Code of Ethics; (iii) to monitor, in an advisory capacity, occurrences involving ethical conduct by employees or any person interacting with the Company, until full resolution; (iv) to provide guidance on possible solutions for conflicts not addressed in the current Code of Ethics; (v) to periodically review and assess the adequacy of the Code of Ethics and/or internal policies related to integrity and ethical conduct, and recommend changes to the Board of Directors whenever deemed necessary; (vi) to monitor, through reports of received complaints, the consistency of actions taken by the Company’s management in relation to the principles established in the Code of Ethics; (vii) to follow up on responses and actions regarding complaints and reports, including those of a confidential nature, both internal and external to the Company, received through the Company’s whistleblower channel; (viii) to recommend any additional measures deemed necessary and appropriate for investigating the facts and information reported through the whistleblower channel or other means, in an impartial manner and respecting the integrity of both the whistleblower and the reported party; (ix) to propose actions related to Ethics and Conduct and related policies, as well as to develop strategies that maintain or enhance the Company’s institutional image; (x) to periodically report to the Board of Directors its recommendations on matters under its responsibility and the activities carried out by the Committee, with the Board of Directors being responsible for decision-making and guidance; (xi) to monitor the implementation of its recommendations, meeting periodically with the Company’s Executive Board and other managers; (xii) to provide opinions regarding any indemnity commitments to be granted by the Company, prior to submission to the Board of Directors; and (xiii) to prepare an annual performance report on its activities and present it to the Board of Directors, in accordance with the Committee’s Internal Regulations.

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Ms. Mônica Berbel holds a degree in Psychology from UNORP – Centro Universitário Norte Paulista, and a Postgraduate degree in Advanced Human Resources Management from INPG – Instituto Nacional de Pós-Graduação. She has professional experience in Human Resources, acquired at companies such as Spaipa/Coca-Cola, Alpargatas, Grupo Pão de Açúcar, and Whirlpool. She joined the Rodobens Group in 2017 and is currently responsible for the Training, Development, and Internal Communication areas across the Rodobens Group companies.

Mr. Thiago Tagliaferro Lopes holds a Law degree and MBAs in Business Management from Fundação Getúlio Vargas and Business Administration from Insper. He is a professional with 27 years of experience at Grupo Rodobens, where he began his career in 1998 as a Legal Intern. Throughout his journey, he worked across several areas of the Company, leading the Legal Department with a focus on Litigation, Advisory, and Paralegal matters, and also managed the Audit and Ombudsman departments. Between 2015 and 2017, he led the Credit division, responsible for analyzing and formalizing financial operations for the Group’s Bank, Consórcio, and Dealerships. He was also co-founder and Director of GVC Soluções em Cobrança, a business unit specialized in credit recovery, serving banks, cooperatives, and consórcio administrators. Currently, he serves as Chief People, Technology and Services Officer at Rodobens S.A., leading strategic areas such as the Shared Services Center, Legal, Technology, Innovation, Projects, and all processes related to People Management and Organizational Development. With solid experience in corporate leadership, governance, finance, and digital transformation, he has contributed to the Company’s sustainable growth by combining operational efficiency with continuous innovation.

Mr. Ricardo Pando (“Ricardo”) holds a degree in Business Administration from Mackenzie and an MBA in Project Management from FGV, where he also completed specializations in Finance and Business Strategy. He also holds a specialization in Business Valuation from FIA and has completed training at IBGC in Committees and Boards of Family-Owned Companies. He has over 20 years of experience in Risk Management, Audit, Internal Controls, and Compliance, having worked in Big 4 firms and large business groups across various industries. He spent 14 years as a consultant at Big 4 firms, including Arthur Andersen and later Deloitte, where he served companies such as AMBEV, Camargo Corrêa, Telefônica and Vivo, Oi, Gerdau, Votorantim, Real and Santander Banks, C&A, Chesf, Celesc, among others. During this period, he led projects to structure Risk Management areas and processes, managed outsourcing, defined and executed Internal Audit work, and conducted regulatory compliance mapping and alignment for the Telecommunications, Energy, Financial, and Industrial sectors. In recent years, he served as Audit Director at Grupo NC, where he structured and implemented the internal audit function and expanded its scope to other businesses within the Group, including pharmaceutical, real estate, energy, and media. He also acted as the executive responsible for internal audit and risk management at Grupo Vicunha, covering the textile, chemical, real estate, financial, and agribusiness sectors, and at Grupo Solvi, where he implemented the Risk Management area and restructured the internal audit function with a focus on its capital market strategy.

Business Continuity and Crisis Management Committee

The Business Continuity and Crisis Management Committee (“Crisis Management Committee”) is a non-statutory and ad hoc advisory body, supporting the Finance, Audit and Risk Committee (“Audit Committee”) in fulfilling the obligations of the Company and its subsidiaries, and in monitoring their activities whenever an incident is identified by the Board of Directors or the Audit Committee. Its actions are always guided by the principle of ensuring business continuity and preserving the Company’s reputation.

The responsibilities of the Crisis Management Committee, among other matters set forth in the Internal Regulations of the Integrity Committee, include: (i) assessing the impacts related to critical incidents and, if necessary, declaring and initiating the case as a “crisis” that poses risks to the Company, its shareholders, or employees; (ii) upon official declaration of a “crisis,” authorizing the start of contingency activities and activating the business continuity plans (PRD, PCOs, among others); (iii) guiding and monitoring the decision-making of contingency teams; (iv) approving emergency actions; (v) approving extraordinary budgets during a crisis, which must be formally ratified by the Board of Directors; (vi) supporting communication with all stakeholders and, when necessary, coordinating communications with the press, clients, and third parties; (vii) once the “crisis” is resolved, declaring the return to normal operations and concluding its activities; (viii) other responsibilities established in the Internal Regulations of the Audit and Risk Committee; and (ix) preparing an annual performance report on its activities and presenting it to the Board of Directors, in accordance with these Regulations.

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Ms. Daniela Zanfolin Monteiro holds a degree in Computer Science from UNIRP – Centro Universitário de Rio Preto, with specializations in Project Management from FGV – Fundação Getúlio Vargas, Business from UNIRP – Centro Universitário de Rio Preto, and Administration from Insper – Instituto de Ensino e Pesquisa. She has over 20 years of experience in project management. She joined Rodobens in 2005 and, in 2011, took over the management of the systems teams operating across the Company’s various Business Units. In 2015, she assumed leadership of the Digital Transformation teams and currently serves as Superintendent of the Information Technology department at Rodobens.